Top 10 Tom Petty B-Sides and Rarities

Over the course of their career, Tom Petty and the Heartbreakers issued a ton of classic singles. but, like many rockers of his day, he would often use the b-side to release songs that didn't make the album. We've selected his 10 best b-sides and rarities below.

In some cases, his b-sides reinforced the theme of an LP or gave him an opportunity to experiment with different musical ideas. And then there were the throwaways, songs that were made up on-the-spot and, while the songwriting may not be poignant, show the Heartbreakers at their loosest.

Many of these eventually found a home on his 1995 box set Playback, which, when placed side-by-side with hits and best album tracks, show off the versatility and depth of the Petty as a songwriter, and the Heartbreakers as a band.

"I Don't Know What to Say to You"

B-side of "Listen to Her Heart" (1978)

Issued as the b-side of Petty's jangling guitar classic "Listen to Her Heart," "I Don't Know What to Say to You" is a sprightly little two-minute country rag. The lyrics are spewed out in Bob Dylan-ramble mode as Petty tells the tale via a slew of offbeat phrases and images. "Road turkey's in the lobby / Baby this is just a hobby / Just a little thin report / "Yeah I've been caught short." Early on, this showed Petty was not one to be pigeonholed.

"It's Rainin' Again"

B-side of "Refugee" (1979)

Those who took the time to flip over Petty's 1979 hit "Refugee" were treated to the swampy blues of "It's Rainin' Again." The Rolling Stonesy song was made up in the studio, much to the dismay of producer Jimmy Iovine. "He hated that kind of s---," recalled drummer Stan Lynch in the Playback box set. "It would just make him climb the walls."

"Heartbreakers Beach Party"

B-side of "Change of Heart" (1983)

"Change of Heart," from the Heartbreakers 1983 album Long After Dark, remains a sort-of hit that never was. Though it just missed the Top 20, it never held much ground, which is a shame as it's a great rocker. If you turned it over, you were thrown into an instant "Heartbreakers Beach Party." Somewhere between Elvis Presley's "Crawfish" and any given background music from an American International Pictures beach movie, the Heartbreakers deliver their own beach party theme, compete with a "let's dig some clams" command.

"Girl on LSD"

B-side of "You Don't Know How It Feels" (1994)

One of Tom Petty's most notable singles was the 1994 hit "You Don't Know How It Feels." It reached No. 13 on the Hot 100 but caused a bit of controversy because of the line, "Let's roll another joint," which was edited out of some versions. That was nothing compared to the b-side and its laundry list of substances. "Girl on LSD" is a countrified shuffle with Petty rambling about these girls, all of whom had attachment to some substance, legal or otherwise. "I was in love with a girl on cocaine / She had everything going but her brain" and "I was in love with a girl who drank coffee / There was times when I couldn't keep her off me" show Petty had a way with humorous lyrical twists.

"Don't Treat Me Like a Stranger"

B-side of "I Won't Back Down" (1988)

Petty's 1989 solo album, Full Moon Fever, was stocked top to bottom with classics and perhaps there just wasn't room for another, hence this gem being delegated to b-side status. When listening to "Don't Treat Me Like a Stranger" today, you wonder how did this not make the cut. It is prime-grade Petty in every way, but the decision was made and this ended up on the flip side of the smash "I Wont Back Down."

"Trailer"

B-side of "Don't Come Around Here" (1985)

"Trailer" was an outcast from Southern Accents. Inexplicably left off the album, it eventually ended up on the flip side of that album's big hit, "Don't Come Around Here No More." The pseudo-autobiographical tune just fell by the wayside as the album took shape. "It fit the theme," said guitarist Mike Campbell in the Playback liner notes. "It reminds me of the Florida days, scuffling, trying to get something going."

"Make That Connection"

B-side of "Jammin' Me" (1987)

Another made-up-on-the-spot tune, "Make That Connection" was recorded during the sessions for the band's 1987 album Let Me Up (I've Had Enough), and was eventually issued on the flip of the hit "Jammin' Me." "If you listen closely, you'll notice I have no idea what to say in the verses," Petty admitted of the ad-lib tune. "But it had so much fire, that we kept it."

"Down the Line"

B-side of "Runnin' Down a Dream" (1988)

Another Petty oddity slapped onto a b-side. "Down the Line" showed up on the back of the mega-hit "Runnin' Down a Dream," all awash in Memphis soul-styled glory. Horns accentuate the solid soul groove as Petty spins his yarn. It's doubtful he could have pulled off an entire album in this style, but as a b-side, it works perfectly.

"Gator on the Lawn"

B-side of "A Woman in Love" (1981)

The rockabilly influenced "Gator on the Lawn" is never going to be held up as Petty's finest songwriting triumph, then again, it was never meant to be. It's the sort of fun throwaway number the band would often come up with on the spot while making an album. Despite its less-than poetic lyrical bent and by-the-numbers rock and roll boogie, it's an irresistible jaunt that clocks in under two minutes.

"I Don't Belong"

Unreleased (1999)

This isn't actually a b-side, but and released gem that dates from the sessions for 1999's Echo. We're not sure why it has remained in the vaults, because it truly has "hit" written all over it, and fits within the themes of divorce and disillusion found on the album.